Romeo Power Announces Redemption of Public Warrants

Rhea-AI Summary

Romeo Power (NYSE: RMO) has announced the redemption of all outstanding public warrants to purchase shares of its common stock, effective March 18, 2021. The redemption price is set at $0.01 per warrant. The company was eligible to redeem these warrants as the stock price exceeded $18.00 for twenty trading days in a thirty-day period. Holders can exercise the warrants at an exercise price of $11.50 until the redemption date. Unexercised warrants will be void post-redemption.

Positive

• The stock price has surpassed $18.00 for the requisite trading days, validating warrant redemption.
• The company is actively managing its financial instruments, indicating proactive governance.

Negative

• Redemption may reduce potential funding for the company as outstanding warrants convert to shares.

Romeo Power, Inc. (“Romeo Power” or the “Company”) (NYSE: RMO), an energy technology leader delivering large-scale electrification solutions for complex commercial applications, announced today that it will redeem all of the outstanding public warrants to purchase shares of its common stock, $0.0001 par value per share (“Common Stock”), that were issued under the Warrant Agreement, dated February 7, 2019 (the “Warrant Agreement”), by and between Romeo Power (formerly known as RMG Acquisition Corp.) and American Stock Transfer & Trust Company, LLC, as warrant agent, and that remain outstanding following 5:00 p.m. New York City time on March 18, 2021 (the “Redemption Date”), for a redemption price of $0.01 per warrant. Warrants that were issued under the Warrant Agreement in a private placement and are still held by the initial holders thereof or their permitted transferees are not subject to this redemption.

Under the terms of the Warrant Agreement, Romeo Power is entitled to redeem all of such outstanding public warrants if the last sales price of the Common Stock is at least $18.00 per share on each of twenty trading days within a thirty trading day period. This share price performance requirement has been satisfied and American Stock Transfer & Trust Company, LLC, in its capacity as warrant agent, has delivered a notice of redemption to each of the registered holders of the outstanding public warrants on behalf of Romeo Power.

All such public warrants may be exercised by the holders thereof until 5:00 p.m. New York City time on the Redemption Date to purchase fully paid and non-assessable shares of Common Stock underlying such warrants, at the exercise price of $11.50 per share. Any such public warrants that remain unexercised following 5:00 p.m. New York City time on the Redemption Date will be void and no longer exercisable, and the holders of those public warrants will be entitled to receive only the redemption price of $0.01 per warrant.

None of Romeo Power, its board of directors or employees has made or is making any representation or recommendation to any holder of the public warrants as to whether to exercise or refrain from exercising any public warrants.

The shares of Common Stock issuable upon exercise of the public warrants have been registered by Romeo Power under the Securities Act of 1933, as amended, and are covered by a registration statement filed on Form S-1 with, and declared effective by, the Securities and Exchange Commission (Registration No.333-252190).

Questions concerning redemption and exercise of the public warrants can be directed to American Stock Transfer & Trust Company, LLC, 6201 15th Avenue, Brooklyn, NY 11219, Email: reorgwarrants@astfinancial.com.

No Offer or Solicitation
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of Romeo Power’s securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.

About Romeo Power, Inc.
Founded in 2016 and headquartered in Los Angeles, California, Romeo Power (NYSE: RMO) is an energy technology leader delivering large-scale electrification solutions for complex commercial applications. The Company’s suite of advanced hardware, combined with its innovative battery management system, delivers the safety, performance, reliability and configurability its customers need to succeed. Romeo Power's 113,000 square-foot manufacturing facility brings its flexible design and development process inhouse to pack the most energy dense modules on the market. To keep up with everything Romeo Power, please follow the Company on social @romeopowerinc or visit www.romeopower.com.

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FAQ

What is the date of the Romeo Power warrant redemption?

The warrant redemption date is March 18, 2021.

What is the exercise price for the public warrants issued by Romeo Power?

The exercise price for the public warrants is $11.50 per share.

What happens to unexercised public warrants after the redemption date?

Unexercised public warrants will become void and no longer exercisable.

Why is Romeo Power redeeming its public warrants?

The redemption is triggered by the stock price exceeding $18.00 for twenty trading days.

How much will holders receive for each public warrant during redemption?

Holders will receive $0.01 per warrant during the redemption.